UTI (UTI) director receives 3,565-share equity grant as board compensation

Rhea-AI Filing Summary

Slubowski Michael A. reported acquisition or exercise transactions in this Form 4 filing.

Universal Technical Institute director Michael A. Slubowski received an equity award of 3,565 shares of common stock as non-employee director compensation. The shares were granted at a stated price of $0.0000 per share and increased his directly held stake to 20,675 shares.

The award was issued under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan and was approved by UTI’s Board of Directors on March 5, 2026, reflecting routine stock-based compensation for board service rather than an open-market purchase.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Slubowski Michael A.

(Last) (First) (Middle)

4225 E. WINDROSE DRIVE, SUITE 200

(Street)

PHOENIX AZ 85032

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL TECHNICAL INSTITUTE INC [ UTI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.0001 par value	03/05/2026		A		3,565(1)	A	$0.00	20,675	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares were issued as non-employee director compensation under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan and the award was approved by UTI's Board of Directors on March 5, 2026.

	/s/ Christopher Kevane, Attorney-in-Fact for Michael A. Slubowski	03/06/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did UTI director Michael Slubowski report on Form 4?

UTI director Michael A. Slubowski reported receiving 3,565 shares of common stock as a stock award. The grant was issued as non-employee director compensation under UTI’s Amended and Restated 2021 Equity Incentive Plan and was approved by the Board on March 5, 2026.

How many UTI shares does Michael Slubowski own after this Form 4 transaction?

After the reported award, Michael A. Slubowski directly owns 20,675 shares of Universal Technical Institute common stock. This reflects the addition of 3,565 shares granted as non-employee director compensation under the company’s Amended and Restated 2021 Equity Incentive Plan.

Was the UTI Form 4 transaction a market purchase or a compensation grant?

The Form 4 transaction was a compensation grant, not a market purchase. Michael A. Slubowski received 3,565 shares of UTI common stock as non-employee director compensation, issued under the Amended and Restated 2021 Equity Incentive Plan and approved by the Board on March 5, 2026.

What equity plan governed Michael Slubowski’s latest UTI stock award?

Michael A. Slubowski’s latest stock award was granted under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan. The plan provides for equity-based compensation, and this specific 3,565-share grant was approved by the company’s Board of Directors on March 5, 2026.

At what price per share was Michael Slubowski’s UTI stock award recorded?

The awarded 3,565 shares of UTI common stock were recorded at a transaction price of $0.0000 per share. This reflects that the shares were issued as non-employee director compensation rather than an open-market transaction involving cash consideration for the purchase.

Does the UTI Form 4 show direct or indirect ownership for Michael Slubowski’s shares?

The Form 4 reports that Michael A. Slubowski holds his 20,675 UTI shares as direct ownership. The filing classifies the 3,565-share award and the resulting total position as directly owned common stock, rather than through an intermediary entity or indirect structure.